Services to Be Provided by TAXI. TAXI is an independent artist and repertoire ("A&mp;R") service that provides listings of music licensing opportunities from film and TV music licensing companies, record companies, music publishers, production music libraries, film and TV music supervisors, and other media companies (each a "Listing Person") who use TAXI as a resource and provides ARTIST (including songwriters and composers) with the ability to upload music to TAXI's website. During the term of this Agreement and any renewal period, TAXI'S genre-specific music screeners will listen to material submitted by ARTIST in response to any listings to which they choose to respond. If TAXI determines that ARTIST'S material satisfies the Listing Person's stylistic and quality requirements, it will forward the material to the Listing Person.

Services TAXI Does Not Provide to ARTIST. (i) TAXI will not procure or attempt to procure an employment opportunity, an engagement or an audition for an ARTIST; (ii) the submission of the ARTIST'S material to TAXI is not an application, request or audition for engagement or employment as an ARTIST or for obtaining a talent agent or talent manager; (iii) TAXI does not manage or direct the development of an ARTIST's career; (iv) TAXI in its sole discretion shall decide whether ARTIST'S material qualifies for submission to the Listing Person, and does not guarantee that material submitted by ARTIST to TAXI will qualify for submission to the Listing Person; (v) TAXI does not guarantee that the Listing Person will consider ARTIST'S material, and the Listing Person in its sole discretion shall determine whether to offer a contract or licensing opportunity to ARTIST; (vi) if the Listing Person offers licensing opportunities to ARTIST, or otherwise seeks to contract with ARTIST, TAXI will not participate in the negotiation of, or be a party to, any contract between the Listing Person and ARTIST; (vii) TAXI is not a talent agent or talent manager and does not participate in or take a percentage of any deal between the Listing Person and ARTIST; and (viii) TAXI does not guarantee success.

Compliance with Bonding Requirement. TAXI has posted a bond in the amount of fifty thousand dollars ($50,000) with the California Labor Commissioner. The bonding company is Hartford Fire Insurance Company. The bond number is 57BSBGL0201.

Fees to Be Paid by ARTIST. Upon acceptance of this Agreement, ARTIST shall pay a $299.95 membership fee to TAXI. ARTIST'S membership shall expire one year from the date of this Agreement. In ARTIST'S sole discretion, ARTIST may renew ARTIST'S membership for an additional one year by paying a $199.95 renewal fee at the time of renewal. Concurrently with the submission of ARTIST'S material to TAXI in response to a listing, ARTIST shall pay to TAXI a $5 per song submission fee. TAXI offers optional services, some of which require an additional fee. ARTIST has no obligation to renew ARTIST'S membership or to purchase optional services.

Representation and Indemnity by ARTIST. ARTIST warrants and represents that all material submitted by ARTIST to TAXI is ARTIST'S original work and does not infringe the rights of any other person, including, but not limited to copyright, trademark, service mark, or right of privacy or publicity. ARTIST agrees to defend, indemnify, and hold harmless TAXI against any loss or damage arising from any claim by any person for infringement or violation of any such rights.

General Provisions.

Entire Agreement. ARTIST agrees and acknowledges that: (i) this Agreement (along with the extended refund policy above and incorporated into Paragraph 10 below) represents the entire understanding between the parties; (ii) no promise or representation of any kind has been made by or on behalf of TAXI other than those set forth in this Agreement; and (iii) in entering into this Agreement ARTIST has not been induced by or relied on any promise, representation, nondisclosure, act, or inaction by TAXI other than those set forth in this Agreement.

Modifications, Waivers and Amendments. No amendment, change, waiver or modification of this Agreement shall be valid unless in writing signed by the party against whom enforcement of the amendment, change, waiver, or modification is sought. No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, nor shall any waiver constitute a continuing waiver.

Severability. Any provision of this Agreement that is deemed invalid, illegal, or unenforceable shall be ineffective only to the extent of such invalidity, illegality, or unenforceability, without affecting in any way the validity, legality, or enforceability of any other provision of this Agreement.

Binding on Successors. This Agreement shall bind and inure to the benefit of each party's successors, heirs, assigns, executors and administrators.

Governing Law. This Agreement is entered into in, and shall be governed by, and interpreted in accordance with the laws of, the State of California.

Place of Performance. The parties hereby agree that this Agreement shall be performed in the City of Los Angeles, State of California.

Construction and Interpretation. No party shall be deemed the drafter of this Agreement for purposes of interpreting any provision hereof in any judicial or other proceeding that may arise between the parties.

Mandatory Binding Arbitration. Any dispute, claim or controversy arising out of or relating to this Agreement or the services provided by (or to be provided by) TAXI, or the breach, termination, enforcement, interpretation or validity of this Agreement, including the determination of the scope or applicability of this agreement to arbitrate, ("Claims") must be determined by final and binding arbitration. The arbitration will be administered by JAMS in Los Angeles, California, before one arbitrator, pursuant to the then-current JAMS Streamlined Arbitration Rules and Procedures (current version available at: http://www.jamsadr.com/rules-streamlined-arbitration/). Judgment on the award may be entered by any court having competent jurisdiction. This agreement to arbitrate does not preclude either party from seeking provisional remedies from a court of competent jurisdiction. BY ENTERING INTO THIS AGREEMENT, ARTIST IS WAIVING ANY RIGHT HE OR SHE MAY HAVE TO FILE OR PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, OR OTHER REPRESENTATIVE ACTION, AND IS WAIVING ANY RIGHT TO A JURY TRIAL, to the fullest extent permitted by applicable law. If applicable law prohibits binding arbitration as to any Claim(s) ("Non-Arbitrable Claims"), both parties agree that they must submit all Claims to arbitration, the arbitration will be non-binding as to only the Non-Arbitrable Claims, and the arbitration will be binding as to all other Claims. Costs of arbitration will be borne equally between the parties, unless otherwise required by law, provided that the arbitrator may award the prevailing party its reasonable attorneys' fees and costs to the extent provided by applicable law. Notwithstanding this agreement to arbitrate, ARTIST may bring qualifying Claims in small claims court in the City of Los Angeles, California, in lieu of arbitration.

TAXI is Not a Talent Agency.

TAXI IS A TALENT LISTING SERVICE. THIS IS NOT A TALENT AGENCY CONTRACT. ONLY A TALENT AGENT LICENSED PURSUANT TO SECTION 1700.5 OF THE LABOR CODE MAY ENGAGE IN THE OCCUPATION OF PROCURING, OFFERING, PROMISING, OR ATTEMPTING TO PROCURE EMPLOYMENT OR ENGAGEMENTS FOR AN ARTIST. TAXI IS PROHIBITED BY LAW FROM OFFERING OR ATTEMPTING TO OBTAIN AUDITIONS OR EMPLOYMENT FOR YOU. IT MAY ONLY PROVIDE YOU WITH LISTING INFORMATION. FOR MORE INFORMATION, CONSULT CHAPTER 4.5 (COMMENCING WITH SECTION 1701) OF PART 6 OF DIVISION 2 OF THE LABOR CODE. A DISPUTE ARISING OUT OF THE PERFORMANCE OF THE CONTRACT BY THE TALENT SERVICE THAT IS NOT RESOLVED TO THE SATISFACTION OF THE ARTIST SHOULD BE REFERRED TO A LOCAL CONSUMER AFFAIRS DEPARTMENT OR LOCAL LAW ENFORCEMENT, AS APPROPRIATE.

YOUR RIGHT TO CANCEL

February 17, 2018

You may cancel this Contract and obtain a full refund, without any penalty or obligation, if notice of cancellation is given, in writing, within 10 business days from the above date or the date on which you commence utilizing the services under this contract, whichever is longer. For purposes of this section, business days are Monday through Friday. TAXI exceeds California’s requirement for a 10-day refund period by offering a full 365-day refund period! You get a full-year from your join date to get your membership fee refunded.

To cancel this contract, mail or deliver or send by facsimile transmission a signed and dated copy of the following cancellation notice or any other written notice of cancellation to: TAXI at 5010 N. Parkway Calabasas, Suite 200, Calabasas, CA 91302, fax number (818) 888-8811, email cancellation@taxi.com. NOT LATER THAN MIDNIGHT OF February 27, 2018. If this contract was executed in part or in whole through the Internet, ARTIST may cancel the contract by sending the notification by e-mail to cancellation@taxi.com.

CANCELLATION NOTICE

I hereby cancel this Contract.

Dated: ____________________________________________

____________________________________________
[ARTIST's Signature]

If you cancel, all fees you have paid must be refunded to
you within 10 business days after delivery of the cancellation
notice to the talent service.

TAXI'S Extended Refund Policy. Although applicable law requires that TAXI provide refunds only for 10 days as set forth in Paragraph 9, TAXI offers an extended refund policy. For more information, CLICK HERE.

By checking this box, I acknowledge that I have read, understand, and agree to the terms and conditions above.